Nearly 5 months after OTC Markets Group and I took down the pump and dump campaign then being waged on shares of Rainmaker Worldwide, Inc. (RAKR), I thought I'd take another look at the company. What prompted me to do this was that I became aware that the company is again trying to raise money.

First of all, let me explain why I claim a role in ending what was intended to be a massive defrauding of the public, that would have almost surely resulted in the end of Rainmaker as a viable company, if it ever was. While it is true that OTC Markets Group fired the first warning shot with its Caveat Emptor tagging of the ticker on October 11, 2017, CEed tickers don't always have an adverse reaction, especially when being pumped by a group as notorious group as the one that was trying to con the public into picking up insider shares. Volume, albeit at sllightly lower prices, was still coming into the ticker. However, once I published my October 22nd piece explaining who the players were in the self-enrichment scheme, volume dried up, and shares have been off as much 60%.

RAKR Chart since October 22, 2017

Here's the good news for that part of Rainmaker management that wasn't in on the scheme: because of my article, your stock is not currently 10 cents. Or less. And that's because Kevin Wright et al could hardly dump shares once I revealed the plan. But here's how you really know that my article was dead on: not a single objection came from Rainmaker management or their lawyers. Nor has a single public statement refuting my article been proffered.

Still, it's troubling the Kevin Wright remains listed as a member of the Board of Directors and would make it certainly seem that Rainmaker is under his thumb. Certainly, that part of management that is well-intended couldn't have been thrilled with my irrefutable analysis connecting Wright to past bad promotions and actors. I know of at least one member of management who is not thrilled. If Wright is still indeed part of this mess, it must be because he is in control of the stock.

Fast forward to the present and Rainmaker is trying to raise money privately. The reason I know this is because I have been receiving emails originating last week from Rainmaker's Director of Business Development, Aaron G. Hopkins, for my comment,. The emails have a subscription agreement attached, as well as last summer's investor brochure. The subscription agreement offers shares at $.71 and according to Mr. Hopkins, the minimum investment is $100K. I would bet that could be negotiated. Only 25 million shares remain available, so you better hurry (note tongue in cheek).

The reason for the financing is easy to figure. Rainmaker Worldwide is probably practically insolvent. Of course if it wasn't grossly overdue with its latest financials, we might know better, but we haven't seen any statements since the last one filed on November 20, 2017 for the period ending September 30, 2017.

So not only do we have no idea of Rainmaker's current financial situation, but who knows how many shares are issued and outstanding. Even the investor package attached to the Hopkins' emails quote last June's share count, which is way below the count stated within the September financials. What we do know, is that as of the end of September, Rainmaker had 81,320,375 shares outstanding, a 20% increase over the 67,952,769 total shares issued just three months earlier.

The September statement also shows just $1.1 million in tangible assets over $2.2 million in liabilities. One might consider that practically insolvent, but nonetheless certainly not worthy of Rainmaker's current $40 million+ market cap. If we go along with the fantasy that Rainmaker will sell 25 million shares at 71 cents, and that there was still only 81,320,375 shares outstanding at the start of the current raise, the result will be a market cap $75.5 million. Yeah. No.

Of course, if Rainmaker spent a little less on consulting, perhaps it wouldn't be in the dire straits it finds itself now. The September statement shows $410K in consulting expenses for the quarter. That's a pretty high number for a company that reported having nine grand in the bank. It also makes it seem like the current attempt at raising capital is to facilitate the ability to pay some exuberant salaries, a lot of which I would bet has been accrued, thus instantly consuming much of any new funding.

But then again, if we could see some financials, we might know the facts. Yeah, I came full circle on that one.

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Any investment or legal opinion appearing on this site is strictly the opinion of Clipper Corporate Partners, Inc. and/or George Sharp who are not licensed brokers or investment advisors. George Sharp is not licensed to practice law and therefore cannot offer legal advice. Litigation consultation services are offered to attorneys only.